PURE WAFER: Enters Voluntary Liquidation with Immediate EffectROUNDABOUT: Lost Business Due to Roadworks

* Paul Fleming Joins Dechert's Restructuring Group in London

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* EU Orders Belgium to Recover Unpaid Taxes From 35 Firms---------------------------------------------------------Tom Fairless at The Wall Street Journal reports that about 35multinationals, including brewer Anheuser-Busch InBev NV, will berequired to pay roughly EUR700 million ($765 million) inadditional taxes in Belgium after European Union regulators ruledthey had benefited from an illegal tax break.

The Journal relates that after an 11-month investigation, theEuropean Commission, the bloc's top antitrust regulator, concludedon Jan. 11 that a Belgian tax-discount plan for multinationalsamounted to "a very serious distortion of competition within theEU's single market," and ordered Belgium to recover the unpaidtaxes.

Other companies facing back-tax demands as a result of thedecision include BP PLC, German chemicals giant BASF SE and acompany recently spun off by Pfizer Inc., a person familiar withthe case said, the Journal relays. Pfizer said it won't beaffected by the decision.

According to the report, the tax bill dwarfs an earlier rulingagainst Starbucks Corp. and Fiat Chrysler Automobiles in October,setting an ominous new benchmark in an expanding inquiry into taxdeals that has ensnared major U.S. multinationals including AppleInc. and Amazon.com Inc.

It comes at a sensitive time for Belgium-based AB InBev, which isin the middle of a complicated $108 billion deal to buy theworld's second-largest brewer, SAB Miller PLC of London. BelgianFinance Minister Johan Van Overtveldt warned that the EU'sdecision, if implemented, would have considerable consequences forthe companies concerned, and that the reimbursement itself wouldbe complex, the Journal reports.

According to the Journal, the commission said the tax scheme, inplace since 2005, allowed certain corporations to reduce their taxbase by between 50% and 90% to discount for so-called excessprofits that allegedly result from being part of a multinationalgroup.

At a news conference, EU antitrust chief Margrethe Vestager saidthe scheme had given "carte blanche to double non-taxation" ofcertain multinationals in Belgium, the Journal relays. Ms.Vestager declined to name the companies affected, but she stressedthat they were primarily European, seeking to deflect criticismthat she has focused too much of her firepower on U.S.multinationals.

The Journal relates that a person familiar with the matter saidthe largest beneficiaries of the Belgian scheme -- and thereforethose likely to face the biggest back-tax bills -- were AB InBev,Swedish industrial company Atlas Copco, BP, BASF, Belgiantelecommuications operator Belgacom, now known as Proximus Group,French retailer Celio and vehicle-component manufacturer Wabco.

The Journal says AB InBev confirmed in a statement that itbenefits from the type of Belgian tax ruling deemed illegal byBrussels. It said it was disappointed by the EU's decision and wasconfident that it had always complied with "Belgian andinternational tax provisions."

"We will consider our options, taking into account the reactionsby the Belgian authorities," the company said -- leaving the dooropen to an appeal with the EU's top courts in Luxembourg, theJournal relays.

According to the Journal, BASF said it was closely following thecase, adding it was one of the largest taxpayers in Belgium. AtlasCopco declined to comment, citing a "quiet period" before itsresults later this month. A spokesman for Wabco said the companywas reviewing the EU's announcement and would "issue its ownstatement in due course." BP declined to comment, the Journaladds.

The Journal states that tax experts warned that the EU's decisionwould create uncertainty for corporate directors, and riskeddriving investment away from Belgium.

"The reputation of Belgium as an investment location willcertainly be damaged as trust and legal certainty is key," theJournal quotes Dirk Van Stappen, a tax partner at KPMG in Belgiumand professor at the University of Antwerp, as saying.

The Journal relates that Mr. Van Overtveldt said Belgianauthorities would hold further negotiations with EU regulators,and didn't rule out lodging an appeal with the bloc's top courtsin Luxembourg, depending on the outcome of those talks.

The Journal reports that Geert De Neef, a Brussels-based partnerwith international tax consultancy Taxand, said multinationalsmight consider moving their headquarters to London, theNetherlands or Luxembourg, where headline corporate tax rates arelower than Belgium's 34%. "Then you don't need special tricks, youknow it is acceptable for the European Commission," Mr. De Neef,as cited by the Journal, said.

On Jan. 8, Atalian acquired Temco-Euroclean -- a US-based providerof cleaning and facility management services -- for an enterprisevalue of approximately EUR45 million. The acquisition will befunded through EUR60 million new bank facilities, a portion ofwhich will be repaid with a tap-offering of EUR125 million ofsenior unsecured notes. The remaining proceeds from the bond-offering will largely be applied towards redemption of thecompany's factoring facilities amounting to around EUR109 millionas of FYE August 2015.

With EUR323 million of revenues for the financial year ended 30September, 2015, Temco will contribute to Atalian furtherdiversifying its international exposure. Atalian has over thepast three years pursued a strategy of international expansionand, pro-forma for the acquisition of Temco, revenues derived frominternational operations represented approximately 34% of thecompany's total revenues for the financial year ending 31 August2015. Whereas Atalian since 2003 has bought 161 companies, Temcois larger than the bolt-on acquisitions that Atalian typicallyengages in. As such, Moody's considers that the integration-riskis somewhat higher and the rating agency notes that Temco willhave a dilutive impact on Atalian's profit-margins due to itslower profitability.

Atalian's B1 CFR continues to reflect (1) the company's highexposure to its home market, France; (2) its high leverage; (3)the fact that a substantial proportion of the company's costscomprise personnel charges, which leaves it vulnerable tolegislative changes that affect labour costs. However, thesefactors are partially offset by Atalian's (1) solid competitivepositioning within the French market, particularly within thecleaning segment; (2) positioning across both hard and softservices, allowing for the provision of multi-services solutionswith a limited need for subcontractors; (3) limited degree ofcustomer concentration; and (4) family ownership, which providessome comfort as regards to the company's future strategicdirection.

Moody's expects Atalian's liquidity profile to remain adequategoing forward. In addition to expected positive free cash flows,Atalian has also access to a EUR18 million RCF expected to beundrawn at closing. Moody's also notes that further liquiditycushion is provided through the company's EUR140 million factoringfacility. Moody's notes, however, that the company's bilateralfacilities mature within one year (with an option of extending foranother year at banks' discretion).

RATING OUTLOOK

The stable outlook reflects Moody's assumptions that low singledigit organic revenue growth will translate into further growth ofAtalian's EBITDA allowing for the company to continue to de-leverage upon the acquisition of Temco. Moreover, the stableoutlook factors in a gradual improvement of profit-marginsfollowing the initial dilutive impact that Temco will exhibit onAtalian's EBITDA-margins. Moody's expects Atalian to pursue itsstrategy of international expansion, however, the current ratingdoes not factor in any larger material debt-funded acquisitions.

WHAT COULD CHANGE THE RATING UP/DOWN

Whilst not expected in the near term, over time Moody's couldconsider upgrading the rating to Ba3 if Atalian's leverage,measured by debt/EBITDA, move sustainably below 4.0x, combinedwith EBITA/ interest expense above 2.5x and the generation ofpositive free cash-flow. An upgrade would also require that theliquidity remains sufficiently solid with appropriately sizedcommitted credit facilities in place.

Conversely, negative pressure could develop if Atalian's leveragemoves well above 4.5x for a sustainable period of time or ifMoody's becomes concerned about the company's liquidity. Downwardrating pressure could also materialize should the CICE tax-benefitdisappear unless offset by other forms of legislation alleviatingthe company's cost structure.

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Business andConsumer Service Industry published in December 2014.

Atalian is a France-based provider of outsourced buildingservices. It serves around 25,000 customers in the private andpublic sector and operates throughout 21 countries. For thefinancial year ended Aug. 31, 2015, the company reported totalrevenues of EUR1.3 billion and an EBITDA of EUR89 million.

Eaton Vance CDO VII PLC, issued in April 2006, is a CollateralisedLoan Obligation backed by a portfolio of mostly high yield US andEuropean loans. The portfolio is managed by Eaton VanceManagement. The transaction's reinvestment period ended on June25, 2013.

RATINGS RATIONALE

The rating upgrades of the notes are primarily a result of theredemption of senior notes and subsequent increases of theovercollateralization ratios of the remaining classes of notes.Moody's notes that the class A and Variable Funding notes haveredeemed by approximately EUR152.6 million (or 83% of theiroriginal balance). As a result of the deleveraging the OC ratiosof the notes have increased significantly. According to theDecember 2015 trustee report, the classes A/B, C, D and E OCratios are 147.44%, 130.61%, 113.56% and 109.23% respectivelycompared to levels just prior to the payment date in September2015 of 141.89%, 127.54%, 112.59% and 108.60% respectively. TheOC ratios will increase further following the payment date inDecember 2015.

The key model inputs Moody's uses in its analysis, such as par,weighted average rating factor, diversity score and the weightedaverage recovery rate, are based on its published methodology andcould differ from the trustee's reported numbers. In its basecase, Moody's analysed the underlying collateral pool as having aperforming par balance of EUR 239.7 million, a weighted averagedefault probability of 14.78% (consistent with a WARF of 2398 anda weighted average life of 3.77 years), a weighted averagerecovery rate upon default of 46.97% for a Aaa liability targetrating and a diversity score of 52.

The default probability derives from the credit quality of thecollateral pool and Moody's expectation of the remaining life ofthe collateral pool. The estimated average recovery rate onfuture defaults is based primarily on the seniority of the assetsin the collateral pool. Moody's generally applies recovery ratesfor CLO securities as published in "Moody's Approach to Rating SFCDOs". In some cases, alternative recovery assumptions may beconsidered based on the specifics of the analysis of the CLOtransaction. In each case, historical and market performance anda collateral manager's latitude to trade collateral are alsorelevant factors. Moody's incorporates these default and recoverycharacteristics of the collateral pool into its cash flow modelanalysis, subjecting them to stresses as a function of the targetrating of each CLO liability it is analyzing.

Methodology Underlying the Rating Action:

The principal methodology used in these ratings was "Moody'sGlobal Approach to Rating Collateralized Loan Obligations"published in December 2015.

Factors that would lead to an upgrade or downgrade of the ratings:

In addition to the base-case analysis, Moody's conductedsensitivity analyses on the key parameters for the rated notes,for which it lowered the weighted average recovery rate by 5percentage points; the model generated outputs that were in linewith the base-case results for classes A and B and within onenotch for classes C, D and E.

This transaction is subject to a high level of macroeconomicuncertainty, which could negatively affect the ratings on thenote, in light of uncertainty about credit conditions in thegeneral economy. CLO notes' performance may also be impactedeither positively or negatively by 1) the manager's investmentstrategy and behaviour and 2) divergence in the legalinterpretation of CDO documentation by different transactionalparties because of embedded ambiguities.

Additional uncertainty about performance is due to:

Portfolio amortization: The main source of uncertainty in this transaction is the pace of amortization of the underlying portfolio, which can vary significantly depending on market conditions and have a significant impact on the notes' ratings.

Amortization could accelerate as a consequence of high loan prepayment levels or collateral sales by the collateral manager or be delayed by an increase in loan amend-and-extend restructurings. Fast amortization would usually benefit the ratings of the notes beginning with the notes having the highest prepayment priority.

Recovery of defaulted assets: Market value fluctuations in trustee-reported defaulted assets and those Moody's assumes have defaulted can result in volatility in the deal's over- collateralization levels. Further, the timing of recoveries and the manager's decision whether to work out or sell defaulted assets can also result in additional uncertainty. Moody's analyzed defaulted recoveries assuming the lower of the market price or the recovery rate to account for potential volatility in market prices. Recoveries higher than Moody's expectations would have a positive impact on the notes' ratings.

Foreign currency exposure: The deal has a significant exposure to USD denominated assets. Volatility in foreign exchange rates will have a direct impact on interest and principal proceeds available to the transaction, which can affect the expected loss of rated tranches.

In addition to the quantitative factors that Moody's explicitlymodeled, qualitative factors are part of the rating committee'sconsiderations. These qualitative factors include the structuralprotections in the transaction, its recent performance given themarket environment, the legal environment, specific documentationfeatures, the collateral manager's track record and the potentialfor selection bias in the portfolio. All information available torating committees, including macroeconomic forecasts, input fromother Moody's analytical groups, market factors, and judgmentsregarding the nature and severity of credit stress on thetransactions, can influence the final rating decision.

The ratings address the likelihood of investors receiving interestpayments in accordance with the terms of the transactiondocumentation and full repayment of principal by legal finalmaturity in September 2040.

Final ratings are contingent on the receipt of final documentationconforming to information already received.

KEY RATING DRIVERS

High Default Probability

Based on the internal ratings, Fitch determined an annual averageprobability of default (PD) for the originators' book of 7.5% and6.7% for the transaction. This implies a positive selection of thesecuritised portfolio compared with the originator balance sheet,which was accomplished through the removal of lower credit qualitylessees from the securitised portfolio. Fitch expects the creditquality of the originator book and securitised portfolio to beslightly worse than Fitch's Italian benchmark.

Low Recovery Rate

The originator has transferred all receivables from the saleand/or re-lease of the assets to the SPV, but the ownership of theleased assets was not transferred. Given that the originator isnot rated by Fitch and the low rating of the parent company, Fitchgave no credit to recoveries from the sale or re-lease of theassets.

Diversified Portfolio

The securitised portfolio is fairly diversified, with the largestindustry and the top 10 lessees accounting for 23.6% and 5.5% ofthe portfolio, respectively.

No Residual Value Risk

The noteholders will have no exposure to residual value risk asthis component of the receivables will not be securitised.However, interest paid by the lessees and received by the SPV willbe computed on the basis of the whole outstanding principalbalance (inclusive of the residual value component) as it isusually the case for Italian SME leasing deals.

Sovereign Cap

The class A notes are capped at 'AA+sf', driven by sovereigndependency, in accordance with Fitch's Criteria for Sovereign Riskin Developed Markets for Structured Finance and Covered Bonds.

RATING SENSITIVITIES

As part of its analysis, the agency considered the sensitivity ofthe notes' ratings to the stresses on defaults, recovery rates andcorrelation to assess the impact on the ratings.

An increase of 25% of the default probabilities assigned to theunderlying obligors could result in a downgrade of up to threenotches for the rated notes. A decrease of 25% of their assumedrecovery rates would have no impact on the class A notes and couldresult to a downgrade of one notch for the class B and C notes.Finally a joint stress combining these stresses plus a doubledcountry correlation could lead to a five-notch downgrade for theclass A notes and a four-notch downgrade for the class B notes.

DUE DILIGENCE USAGE

No third party due diligence was provided or reviewed in relationto this rating action.

DATA ADEQUACY

Fitch reviewed the results of a third party assessment conductedon the asset portfolio information, which indicated errors ormissing data related to the loans' identifier, industry sector,origination and maturity date, interest rate type and collaterallocation. These findings were immaterial to this analysis.

Fitch conducted a review of a small targeted sample of theoriginator's origination files and found the information containedin the reviewed files to be adequately consistent with theoriginator's policies and practices and the other informationprovided to the agency about the asset portfolio.

Overall, Fitch's assessment of the asset pool information reliedupon for the agency's rating analysis according to its applicablerating methodologies indicates that it is adequately reliable.

Moody's has not assigned ratings to the EUR202,530,000 JuniorAsset backed Residual Return Notes due which are expected to beissued.

Siena Lease 2016-2 S.r.l. is a cash securitisation of leasereceivables originated by MPS Leasing & Factoring Spa (fully ownedby Bance Monte dei Paschi di Siena S.p.A, rated B3/NP) and grantedto individual entrepreneurs and small and medium-sized enterprises(SME) domiciled in Italy. Assets are represented by receivablesbelonging to different sub-pools: real estate (61.69%), equipment(30.44%) and auto transport assets (7.88%). The securitizedportfolio does not include the so-called "residual valueinstalment", i.e. the final instalment amount to be paid by thelessee (if option is chosen) to acquire full ownership of theleased asset.

RATINGS RATIONALE

According to Moody's, the rating takes into account, among otherfactors, (i) the loan-by-loan evaluation of the underlyingportfolio, also complemented by the historical performanceinformation as provided by the originator; (ii) the structuralfeatures of the transaction, with the inclusion of, inter alia,(a) a EUR 21.7 million amortizing cash reserve (funded at closingthrough a subordinated loan) designed to provide liquiditycoverage over the life of the transaction and credit support onlyat maturity for Class A and Class B; (b) a Class B, Class C andClass D interest subordination event that is triggeredrespectively upon cumulative defaults exceeding 35%, 25% and 15%of the initial portfolio; and (iii) the sound legal structure ofthe transaction.

Moody's notes as credit strengths of the transaction its staticnature as well as the structure's efficiency, which provides forthe application of all cash collections to repay the Class A notesshould the portfolio performance deteriorate beyond certainlimits. Other credit strengths include (i) the granular portfoliocomposition as reflected by low single lessee concentration (withthe top lessee and top 5 lessees group exposure being 0.67% and2.98% respectively and an effective number over 900); (ii) therelatively high seasoning of the pool (4.24 years); (iii) nopotential losses resulting from set-off risk as obligors do nothave deposits or did not enter into a derivative contract with MPSLeasing & Factoring Spa; and (iv) the relative high yield of theunderlying portfolio as the SPV benefits from the interest paid onthe residual value component of the leasings.

Moody's notes that the transaction also features a number ofcredit weaknesses, such as: (i) some industry concentration asmore than 44% of the obligors belong to the top two sectors,namely Construction & Building and Beverage Food & Tobacco(according to Moody's industry classification; (ii) poorperformance in terms of defaults and arrears of the leasesoriginated by MPS Leasing & Factoring Spa as reflected by thehistorical data provided; (iii) more than 30% exposure to leasesoriginated through dealers-brokers channel; (iv) more than 3.5%exposure to SPV for which the repayment of the leases reliessolely on the cash flow generated by the real estate asset objectof the lease; (v) the potential losses resulting from comminglingrisk which are partially mitigated by a daily sweep into theaccounts of the issuer and are reflected in the credit enhancementlevels of the transaction; (vi) the potential impact on recoveriesupon originator's default; and (vii) subject to certain restrictedconditions MPS Leasing & Factoring Spa will remain active in someservicing activities even after its revocation as the servicer.Finally, Moody's notes that the transaction is exposed: (i) tofixed-floating interest rate risk (6.98% of the pool reference afixed interest rate) which is partially mitigated by an interestrate cap entered into with HSBC Plc (Aa2/P-1); and (ii) to limitedbasis risk given the discrepancy between the interest rates paidon the leasing contracts compared to the rate payable on the notesand no hedging arrangement being in place for the structure.

As of the valuation date (Nov. 30, 2015), the portfolio principalbalance amounted to EUR 1,619.8 million. The portfolio iscomposed of 13,181 leasing contracts granted to 8,848 lessees,mainly small and medium-sized companies. The leasing contractswere originated between 2003 and 2015, with a weighted averageseasoning of 4.24 years and a weighted average remaining life ofapproximately 8.89 years. The interest rate is floating for93.02% of the pool while the remaining part of the pool bears afixed interest rate. The weighted average spread on the floatingportion is 3.34%, while the weighted average interest on the fixedportion is 5.89%.

In its quantitative assessment, Moody's assumed an inverse normaldefault distribution for this securitized portfolio due to itslevel of granularity. The rating agency derived the defaultdistribution, namely the relevant main inputs such as the meandefault probability and its related standard deviation, via theanalysis of: (i) the characteristics of the loan-by-loan portfolioinformation, complemented by the available historical vintagedata; (ii) the potential fluctuations in the macroeconomicenvironment during the lifetime of this transaction; and (iii) theportfolio concentrations in terms of industry sectors and singleobligors. Moody's assumed the cumulative default probability ofthe portfolio to be equal to 23.57% (equivalent to B2) with acoefficient of variation (i.e. the ratio of standard deviationover mean default rate) of 27.50%. The rating agency has assumedstochastic recoveries with a mean recovery rate of 35%, a standarddeviation of 20%, and a 10.5% stressed mean recovery rate uponinsolvency of the originator. In addition, Moody's has assumedthe prepayments to be 5% per year.

The transaction is modeled via Moody's ABSROM cash flow modelwhich evaluates all default scenarios that are then weightedconsidering the probabilities of such default scenarios occurringas defined by the transaction-specific default distribution. Onthe recovery side Moody's assumes a stochastic (normal) recoverydistribution which is correlated to the default distribution. Ineach default scenario, the corresponding loss for each class ofnotes is calculated given the incoming cash flows from the assetsand the outgoing payments to third parties and noteholders.Therefore, the expected loss for each tranche is the sum productof (i) the probability of occurrence of each default scenario; and(ii) the loss derived from the cash flow model in each defaultscenario for each tranche. As such, Moody's analysis encompassesthe assessment of stressed scenarios.

Moody's used CDOROM to determine the coefficient of variation ofthe default distribution for this transaction. The Moody's CDOROMmodel is a Monte Carlo simulation which takes borrower specificMoody's default probabilities as input. Each borrower referenceentity is modelled individually with a standard multi-factor modelincorporating intra- and inter-industry correlation. Thecorrelation structure is based on a Gaussian copula. In eachMonte Carlo scenario, defaults are simulated.

The ratings address the expected loss posed to investors by thelegal final maturity of the notes. In Moody's opinion, thestructure allows for timely payment of interest and ultimatepayment of principal with respect to the Notes by the legal finalmaturity. Moody's ratings address only the credit risk associatedwith the transaction, other non-credit risks have not beenaddressed but may have a significant effect on yield to investors.

No previous ratings were assigned to this transaction.

Factors that would lead to an upgrade or downgrade of the ratings:

Factors or circumstances that could lead to a downgrade of theratings affected by today's action would be (1) the worse-than-expected performance of the underlying collateral; (2)deterioration in the credit quality of the counterparties; and (3)an increase in Italy's sovereign risk.

Factors or circumstances that could lead to an upgrade of theratings affected by the action would be a decline in Italy'ssovereign risk.

Stress Scenarios:

Moody's also tested other set of assumptions under its ParameterSensitivities analysis. At the time the rating was assigned, themodel output indicated that the Class A would have achieved Aa2even if the mean default rate was as high as 24.57% with arecovery rate assumption of 30% (all other factors unchanged).Additionally Moody's observes that under the same stressedassumptions Class B would have achieved A3 rating.

Parameter Sensitivities provide a quantitative, model-indicatedcalculation of the number of notches that a Moody's-ratedstructured finance security may vary if certain input parametersused in the initial rating process differed. The analysis assumesthat the deal has not aged. It is not intended to measure how therating of the security might migrate over time, but rather, howthe initial rating of the security might differ as certain keyparameters vary.

Moody's issues provisional ratings in advance of the final sale ofsecurities, but these ratings only represent Moody's preliminarycredit opinion. Upon a conclusive review of the transaction andassociated documentation, Moody's will endeavour to assigndefinitive ratings to the Notes. A definitive rating may differfrom a provisional rating. Moody's will disseminate theassignment of any definitive ratings through its Client ServiceDesk.

The positive outlook reflects strong order trends which areexpected to translate into meaningful revenue and earnings growthover the next 12 months. The positive outlook also incorporatesDematic's growing backlog which has increased markedly over thelast few quarters (June 30th 2015 backlog was $1.2 billion, 68%higher than September 2014) along with expectations that Dematic'scredit profile will improve over the coming quarters.

Dematic's B2 corporate family rating recognizes the company'swell-established position within the automated material handlingequipment market, long-standing relationships with blue chipcustomers, and the company's good diversity by end market andgeographic region. The ratings are also supported by on-goingtrends such as continued growth in direct distribution and e-commerce, greater use of automation in warehouses and distributioncenters, and the increased complexity of supply chains, all ofwhich, should allow for continued demand for Dematic's product andservice offering. Tempering considerations include Dematic'srelatively high degree of financial leverage (estimated Moody'sadjusted Debt-to-EBITDA of about 5.1x as of September 2015) andon-going pricing pressure from large customers which acts as aconstraint on profitability measures. Uncertainty aroundDematic's long-term financial policy as well as the company'sexposure to the cyclicality of customers' investment budgets alsoact as ratings constraints.

Dematic has a relatively good cash flow profile supported bymodest capital expenditure requirements (averaging about 3% ofsales) and negative working capital trends which are driven byupfront and subsequent milestone payments on many of itscontracts. Moody's expects the company to generate about $100million in free cash flow in FY 2015 which equates to about 10%free cash flow as a % of debt. Moody's anticipates continued freecash flow generation in FY 2016, albeit at more muted levels thanFY 2015, with free cash flow as a % of debt likely to be in thelow-to-mid single digits. Liquidity is also supported byDematic's sizable cash balances and minimal amortization on thecompany's term loan (about $6 million per annum). Externalliquidity is provided by an unused $75 million revolver expiringDecember 2017. The revolver contains a springing senior securedleverage covenant of 4.25x that comes into effect if usage underthe facility exceeds 20% and we expect the company to maintaincomfortable cushions with respect to financial covenants.

Factors that could contribute to a ratings upgrade includeleverage sustained below 4.75x, continued strength in order andbacklog levels, and free cash flow to debt consistently above 5%.A good liquidity profile along with expectations of a conservativefinancial policy would also be prerequisites for any ratingsupgrade.

The ratings and/or outlook could be lowered if weaker earnings orfree cash flow were to result in a deterioration in key creditmetrics such that Moody's adjusted Debt-to-EBITDA were to exceed6.25x. A more aggressive financial policy, a large debt-financedacquisition or a weakening of Dematic's liquidity profile couldalso result in downward rating pressure.

The $265 million senior notes were issued by holding company DHServices Luxembourg S.a.r.l. whereas the senior secured creditfacilities (comprised of a $75 million revolver and $575 millionterm) were issued by Mirror BidCo Corp., a holding and subsidiaryof DH Services Luxembourg S.a.r.l. The Caa1 (LGD5) rating assignedto the $265 million senior unsecured notes due 2020 is two notchesbelow the B2 Corporate Family Rating, reflecting that the notesare unsecured obligations of the company and rank junior to thecompany's senior secured credit facility.

Headquartered in Luxembourg, DH Services Luxembourg S.a.r.l("Dematic") is a leading provider of logistics and materialshandling solutions with a strong focus on food, generalmerchandise and apparel retail. For the fiscal year endedSept. 30, 2015, the company is expected to generate revenues ofabout $1.6 billion. Dematic is owned by funds managed by privateequity firms AEA Investors LP and Teachers' Private Capital (theprivate equity arm of Ontario Teachers' Pension Plan).

The principal methodology used in these ratings was GlobalManufacturing Companies published in July 2014.

MIC's ratings reflect the company's geographical diversification,strong brand recognition and network quality, all of which havecontributed to its leading market positions in key markets, steadysubscriber growth, and solid operational cash flow generation. Inaddition, the rapid uptake in subscribers' data usage, as well asMIC's ongoing expansion into the under-penetrated fixed-lineservices bode well for its medium- to long-term revenue growth.

Despite these diversification benefits, MIC's ratings areconstrained by the company's presence in countries in LatinAmerica and Africa with low sovereign ratings. The ratings arealso tempered by the recent increase in the company's financialleverage due to M&A activities, historically high shareholderreturns, and debt allocation between subsidiaries and the holdingcompany.

While operational fundamentals and key financial metrics arestable, the ongoing investigation regarding the improper paymenton behalf of Tigo Guatemala is credit negative. The timeline orthe magnitude of the potential impact stemming from this issueremains largely uncertain at this time. Fitch will closely monitorthe situation and take immediate action, if necessary, whendetails become available.

KEY RATING DRIVERS

Leading Market Positions:

MIC has retained its market leadership in most of its key cash-generating operating companies in Latin America and we expectthese positions to remain intact over the medium term backed byits extensive network quality, strong service quality and brandrecognition. The company has maintained a steady subscriber baseexpansion, which was 7% during the first nine months of 2015(9M15) compared to the level at end-2014, and its increasinginvestment into fixed-line operation will help acquire morerevenue-generating units going forward. As of September 2015, MICmaintained its largest market positions in its key cash-generatingmobile markets, such as Guatemala, Paraguay, and Honduras.

Solid Performance:

MIC has achieved a stable revenue and EBITDA improvement during9M15, driven by continued subscriber expansion, solid growth inits fixed-line operation, and the improved cost structure. On aconstant currency basis, the company has achieved service revenuegrowth of about 6% during 9M15 while improving its EBITDA marginto 33.4% from 32.7% during the same period, backed by its effortsto rein in marketing and holding company corporate costs.Excluding the currency impact, Fitch estimates that the company'sEBITDA has grown by close to 10% during the period, which is anoticeable improvement compared to its consistent EBITDA marginerosion until 2014 due to competitive pressures.

Ongoing FX Headwind:

MIC's recent solid performance has been largely diluted by theongoing local currency depreciation against the U.S. dollar, thereporting currency of the company. During the 3Q15, the averagelocal currency depreciation in the company's operationalgeographies was 13.5% compared to a year ago, with the largestimpact seen in Colombia with 52% and Paraguay with 23% among thekey subsidiaries. As a result, its reported revenues fell by 1.3%during 9M15, while EBITDA generation managed to grow by just 0.8%.

Currency mismatch is also high for MIC with regard to its debtstructure, as 75% of its total debt is denominated in USD whileits cash flow generation is predominantly based in local currency.Positively, we believe that this risk is manageable, as thecompany has stable cash flow generation without any sizable USDbond maturities until 2020, while its access to internationalcapital markets have historically been solid.

Diversifying Revenue Mix:

MIC's growth strategy will be increasingly centered on mobiledata, fixed internet and pay-TV services as it tries to alleviatepressure on the traditional voice/SMS revenues. The mobile datacustomer base reached 29% of total subscribers as of Sept. 30,2015, from 20% as of end-2013, which supported 25% mobile datarevenue growth during 9M15, compared to a year ago. Broadband andpay-TV businesses also maintained solid growth, largely due to UNEEPM Telecomunicaciones S.A., as the segmental revenues grew by116% during the same period. As this trend continues, Fitchforecasts mobile service revenues to continue to fall well below65% of total revenues over the medium term, which compares to 83%in 2013.

Increased Leverage:

The company's leverage has increased in recent years due to M&Aactivities, mainly the merger in August 2014 between its Colombiansubsidiary and UNE, the Colombian fixed-line operator, andhistorically high shareholder distributions. The company's netleverage, measured by adjusted net debt-to-EBITDAR includingminority shareholder dividend, was 2.5x as of Sept. 30, 2015; thiscompares unfavorably to 1.4x at end-2012. On a proportionateconsolidation basis, the net leverage ratio was 2.3x during thesame period.

Positively, Fitch forecasts MIC's leverage to gradually fall overthe medium term as the company continues to refrain fromaggressive shareholder payouts amid EBITDA improvement. Thecompany paid only USD264 million in dividends annually in 2013 and2014, which was a sharp reduction from USD731 million includingshare repurchase in 2012 and USD991 million in 2011. In addition,capex should remain relatively flat at around USD1.3 billion overthe medium term, representing about 18% of revenues, which is adecline from 22.5% in 2013. These will lead to neutral to modestpositive free cash flow (FCF) generation and help the companyreduce its leverage moderately over the medium term, barring anymaterial financial impact from the ongoing legal investigation.

Concentration in Low-Rated Sovereigns:

Despite the diversification benefit, MIC's ratings are tempered byits operational footprint in countries in Latin America and Africawith low sovereign ratings and GDP per capita. The operationalenvironment in these regions, in terms of political and regulatorystability and economic conditions, tend to be more volatile thandeveloped markets, which could have an adverse effect on MIC'soperations. This also adds currency mismatch risk as 75% of MIC'stotal debt was based on USD while most of its cash flows aregenerated in local currencies in each country.

KEY ASSUMPTIONS

-- Mid-single-digit annual revenue growth over the medium term;

-- Cable & Digital Media segment to grow to well over 25% of consolidated revenues over the medium term, compared to 16% in 2013, largely due to UNE consolidation;

-- Annual capex to remain at about USD1.3 billion over the medium term in line with the 2014 level;

-- No significant increase in shareholder distributions in the short- to medium-term with annual dividend payments remaining at USD264 million.

RATING SENSITIVITIES

Negative rating action can be considered in case of an increase innet leverage to 3.0x without a clear path to deleveraging due toany one or combination of the following: sustained negative freecash flow generation due to competitive/regulatory pressuresamidst market maturity, sizable M&A activities, and aggressiveshareholder distributions.

Also, any potential material financial impact from the ongoinginvestigation regarding the improper payment on behalf of itsjoint venture operation in Tigo Guatemala would pressure theratings.

In Fitch's analysis for MIC's financial profile, the group'sproportionately consolidated key financial metrics and the amountand the geographical breakdown of the upstream cash flow incomefrom its subsidiaries will remain key considerations.

Positive rating action in the short- to medium-term is unlikelygiven the company's higher leverage level than the past, itsoperational concentration in low-rated countries, and the ongoinginvestigation.

A positive rating action could be considered in case of a materialimprovement in diversification of cash flow generations, mainlyfrom investment-grade-rated countries, and stronger marketpositions and stable positive free cash flow generation leading toconsistent recovery in its leverage.

LIQUIDITY

MIC's liquidity profile is good given its large cash position,which fully covered the short-term debt as well as its well-spreaddebt maturities with an average life of 5.6 years. As of Sept. 30,2015, the consolidated group's readily available cash was USD724million, which compares to its short-term debt of USD191 million.Fitch does not foresee any liquidity problem for both theoperating companies and the holding company given operatingcompanies' stable cash generation and their consistent cashupstream to the holding company.

In addition, MIC has a USD500 million undrawn credit facilitywhich further bolsters its liquidity. MIC also has a good trackrecord in terms of its access to capital markets when in need ofexternal financing, which supports its liquidity management.

According to the report, more than 90% of shareholders at anextraordinary general meeting in Oslo voted to appoint Joanne Owenand Nils Ingemund Hoff in place of Karin Bing Orgland and OleEnger.

GSO, controlled by Blackstone Group LP, and Cyrus called forthe changes after GSO became Norske Skog's largest shareholderlast month, the report relays.

The funds, which reached a deal with Norske Skog to exchange 2016and 2017 notes, also need more creditor support for it to succeed,Bloomberg News adds.

Norske Skog said it needs at least 90 percent of the 2016 notesand 75 percent of the 2017 bonds to be tendered for the exchangeto succeed, according to a statement, Bloomberg News cites.

Ms. Owen is a partner at DLA Piper in London and previouslyadvised Blackstone on real estate transactions, according to thelaw firm's website. Mr. Hoff is chief financial officer ofBergen Group ASA.

GSO's plan would extend bonds long enough to avoid triggeringpayouts on credit default swap contracts it sold maturing by 2017,Bloomberg News quotes people with knowledge on the matter assaying.

The secured bondholders' plan may trigger payouts on debtinsurance, people familiar with the matter said, Bloomberg Newsadds.

About Norske Skog

Norske Skogindustrier ASA or Norske Skog, which translates asNorwegian Forest Industries, is a Norwegian pulp and papercompany based in Oslo, Norway and established in 1962.

As reported by the Troubled Company Reporter-Europe in mid-November 2015, Moody's Investors Service downgraded NorskeSkogindustrier ASA's (Norske Skog) Corporate Family Rating("CFR") to Caa3 from Caa2 and its Probability of Default Rating(PDR) to Ca-PD from Caa2-PD. Standard & Poor's Ratings Servicealso downgraded the Company's long-term corporate credit rating toCC from CCC.

NORSKE SKOG: Moody's Assigns '(P)Caa1' Rating to QSF Notes----------------------------------------------------------Moody's Investors Service has assigned a provisional (P)Caa1(LGD2) rating to the proposed Qualified Securitisation Financing(QSF) Exchange Notes due December 2026 by Norske Skog AS.Further, Moody's downgraded the rating of the EUR290 millionsenior secured notes due Dec-2019 issued by Norske Skog AS to Caa2(LGD3) from Caa1 (LGD2).

Concurrently, Moody's affirmed Norske Skogindustrier ASA's (NorskeSkog) Corporate Family Rating at Caa3 and the Probability ofDefault Rating at Ca-PD. Moody's also affirmed the provisional(P)Ca (LGD5) rating to the proposed unsecured exchange notes due2019 and 2026, the provisional (P)C (LGD6) to the subordinatedPerpetual Notes, and the Ca (LGD5) rating of the legacy seniorunsecured notes due 2016, 2017 (to be exchanged) and 2033 issuedby Norske Skog as well as the Caa3 (LGD4) rating of the seniorunsecured notes due 2021 and 2023, issued by Norske Skog HoldingsAS. The outlook on all ratings is negative.

The rating action follows Norske Skog's extraordinary generalmeeting and a revised debt exchange offer that was launched to allholders of the 2016 and 2017 notes which, if executedsuccessfully, would qualify as distressed exchange under Moody'sdefinition. The new exchange offer expires at 12 noon GMT onWednesday Feb. 3. Upon successful conclusion of the transaction,Moody's expects to assign a "/LD" indicator to the company's PDrating.

RATINGS RATIONALE

Following a recent agreement with 2 major bond holders, GSOCapital Partners LP (GSO) and Cyrus Capital Partners, L.P.(Cyrus), the exchange offer now includes a combination ofqualified securitization financing (QSF) notes of up to EUR110million due 2026 and an offer to subscribe for new equity (2016and 2017 note holders) of up to EUR15 million in addition to thenew unsecured notes due June 2019 (2016 note holders) and December2026 (2017 note holders) as well as perpetual notes (2016 and 2017note holders) described in the original November exchange offer.

The new envisaged structure is proposed as:

The holders of the 2016 senior unsecured bonds are offered 44%(reduced from previously 90%) of nominal value in exchange notesdue June 2019 bearing a cash interest rate of 5.875% and a PIKinterest rate of 5.875% (unchanged). Yet, in addition to theprevious exchange offer, the 2016 note holders would also receive54% of nominal value in the QSF exchange notes due in 2026 bearinga cash interest rate of 6% and PIK interest rate of 6%, as well as10% of nominal value as perpetual exchange notes, bearing 2% ofinterest subject to deferral rights. The 2016 holders also havethe right to subscribe to 4.418% of nominal value in cash forordinary shares of Norske Skogindustrier ASA at a price of NOK2.24.

Meanwhile, the holders of the 2017 senior unsecured bonds areoffered to receive 26.4% (reduced from previously 50%) of nominalvalue as exchange notes due 2026 bearing a cash interest rate of3.5% (unchanged) and a PIK interest rate of 3.5% (unchanged) aswell as a 36.2% (up from previously 25%) of nominal value asperpetual exchange notes, bearing 2% interest subject to deferralrights (unchanged). In addition to the previous exchange offer,the 2017 note holders would also receive 20.4% of nominal value inQSF exchange notes due in 2026 bearing a cash interest rate of 6%and PIK interest rate of 6%. The 2017 holders also have the rightto subscribe to 4.418% of nominal value in cash for ordinaryshares of Norske Skogindustrier ASA at a price of NOK 2.24.

The revised transaction is expected to ease near-term refinancingneeds in 2016-2017 significantly though liquidity would remaintight even after a successful exchange as Norske reported afurther reduction in liquidity during Q4 2015 from NOK699 millionas per September 2015. In addition, the exchange offer isexpected to result in a pro-forma total debt reduction of up toaround NOK800 million (up from NOK600m previously envisaged) incase of full participation, yet given the currently very weakprofitability this will only have a moderate effect on pro formaleverage.

The Caa3 CFR and negative outlook reflects Norske Skog's weakerthan expected profitability and cash flow generation in 2015. Itshigh exposure to the mature publication paper market in Europe andAustralia weighs on the company's ability to improveprofitability. Recently announced investments in growth projects,namely biogas and tissue production as well as the acquisition ofa New Zealand-based wood pellet production to diversify away fromthe traditional publication paper market are not sufficient tomaterially offset challenging market conditions in its paperoperations. Moody's notes that these investments will onlymoderately improve profit generation over time. Nevertheless, theincremental profits from the investments as well as slightimprovements in paper prices should help to improve profitability,which combined with the significantly reduced near-term maturitieswould ease the immediate refinancing pressure until 2019 and wouldtherefore be credit positive.

The continued weak profitability is reflected in a negative EBITDAas adjusted by Moody's as of LTM ending September 2015. Also,Moody's forecasts that demand for publication paper will continueto decline in the coming years including the company's relevantand rather mature newsprint and magazine markets. Despitecontinued substantial capacity reductions, indicated by sizeablecapacity closures, pricing power has generally been subdued whileraw material costs remain elevated and add pressure toprofitability and cash generation. This will make it challengingfor Norske Skog to materially improve profit and cash flowgeneration and to meaningfully reduce its debt load to moresustainable levels.

STRUCTURAL CONSIDERATIONS

Pursuant to the revised debt exchange offer, the (P)Caa1 ratingassigned to the proposed senior secured QSF notes due 2026 byNorske Skog AS enjoys collateral including first-priority pledgesover Norwegian inventory and bank accounts and of French inventoryand a second-priority pledge of Norwegian receivables, which inturn diminishes the position of the now Caa2 rated EUR290 millionsenior secured notes issued by Norske Skog AS. Notwithstanding,the still higher rating compared to the CFR reflects therelatively higher recovery expectations compared to thestructurally and contractually subordinated legacy unsecuredexchange notes and the remaining unsecured legacy notes. This isbecause the secured notes enjoy first priority ranking pledgesover assets and bank accounts, land charges on lands and buildingsfrom Australian and New Zealand subsidiaries as well as upstreamguarantees from all material subsidiaries. The Caa3 rating of thesenior notes maturing in 2021 and 2023 is in line with the CFR andreflective of the junior ranking to the sizeable amount of securedbonds but seniority over the remaining portion of the unsecureddebt due to upstream guarantees from operating entities, placingthem ahead of other unsecured debt at the holding company level,namely the legacy 2016, 2017 and 2033 as well as the proposed new(P)Ca rated senior unsecured exchange notes due 2019 and 2026.Lastly, the proposed perpetual notes are contractuallysubordinated to all other debt in the group and therefore rated(P)C.

The above instrument ratings are based on the assumption of aminimum participation by the 2016 (minimum 90%) and 2017 (minimum75%) note holders and are therefore subject to the level ofparticipation and final outcome of the offer.

Outlook

The negative outlook reflects that a default continues a likelythreat in the near term and that a failure of the exchange offercould be credit negative with potentially weaker recoveryprospects for creditors in case of disorderly default.

What Could Change the Rating Up/Down

The outlook could be stabilized if the 2016 and 2017 debtmaturities were successfully refinanced and Norske Skog was ableto improve its profitability to sustainable levels and generatemeaningful positive free cash flow allowing the company to de-leverage over time. However, given Norske Skog's highly leveragedcapital structure and diminished profitability and cash flowgeneration, Moody's considers that an upgrade of the ratings wouldrequire a substantial improvement of the cash-flow generation forconsidering a potential upgrade.

Conversely, the rating of the CFR and the existing bonds could bedowngraded if the exchange offer does not attract sufficientinterest from existing bondholders, and therefore would heightenthe company's refinancing risk towards its June 2016 debt maturitywith the risk of a disorderly payment default and a bankruptcy,which could imply low recovery prospects for creditors.

The principal methodology used in these ratings was Global Paperand Forest Products Industry published in October 2013.

Norske Skogindustrier ASA, with headquarters in Oslo, Norway, isamong the world's leading newsprint and magazine producers withproduction in Europe and Australasia. In the last twelve monthsending September 2015, Norske Skog recorded sales of aroundNOK11.7 billion (approximately EUR1.24 billion).

=============R O M A N I A=============

HELLO SHOPPING: KBC Bank Takes Over Shopping Center---------------------------------------------------The Romania-Insider reports that Hello Shopping Park, a shoppingcenter in Bacau, eastern Romania, has been taken over by itssecured creditor, KBC Bank NV.

The shopping center, developed by Belgian company Belrom, wasopened in 2008, but was declared insolvent in 2013, the reportnotes.

According to The Romania-Insider, KBC Bank had a EUR21 millionsecured claim of Hello Shopping. Economica.net added that theDutch bank also had EUR22.5 million unsecured claim from theinsolvent shopping center.

=============U K R A I N E=============

INTERCREDITBANK: Liquidation Procedure Extended Thru Jan. 2017--------------------------------------------------------------Interfax-Ukraine reports that the Individuals' Deposit GuaranteeFund said on its website it has prolonged the terms of theliquidation procedure for Intercreditbank until January 16, 2017.

According to Interfax-Ukraine, the Fund has delegated power ofliquidators in Intercreditbank to Yulia Prykhodko through January16 next year.

The National Bank of Ukraine (NBU), on January 16, 2015, decidedto revoke the bank license of Intercreditbank and liquidate it,the report relates.

Intercreditbank ranked 145th among 166 operating banks as ofOctober 1, 2014, in terms of total assets worth UAH 334.507million, according to the NBU.

MELIOR BANK: Liquidation Procedure Extended Thru Feb. 10, 2017--------------------------------------------------------------Interfax-Ukraine reports that the Individuals' Deposit GuaranteeFund said on its website it has prolonged the terms of theliquidation procedure for Melior Bank until February 10, 2017.

According to Interfax-Ukraine, the Fund has delegated power ofliquidators in Melior Bank to Yulia Prykhodko through February 10next year.

The National Bank of Ukraine (NBU), on February 10, 2015, decidedto revoke the bank license of Melior Bank and liquidate it, thereport relates.

Melior Bank was registered on February 24, 2012. Its onlyshareholder was Krian LLC. Andriy Kuznetsov held 75% in Krian LLCand Olha Kononova held 24%.

PRIME-BANK: Liquidation Procedure Extended Thru Jan. 13 Next Year-----------------------------------------------------------------Interfax-Ukraine reports that the Individuals' Deposit GuaranteeFund said on its website it has prolonged the terms of theliquidation procedure for Prime-Bank until January 13, 2017.

According to Interfax-Ukraine, the Fund has delegated power ofliquidators in Prime-Bank to Stanyslav Braiko through January 13next year.

The National Bank of Ukraine (NBU), on January 13, 2015, decidedto revoke the bank license of Prime-Bank and liquidate it, thereport relates.

Prime-Bank was founded in 2001. By the beginning of July 2014, thebank had no shareholders with a stake exceeding 10%, the reportnotes.

Prime-Bank ranked 129th among 166 operating banks as of October 1,2014, in terms of total assets worth UAH 533.148 million,according to the NBU.

CAPARO INDUSTRIES: Faces Pension Fund Black Hole------------------------------------------------Alan Tovey at The Telegraph reports that Caparo Industries, theengineering group that collapsed into administration last year,had liabilities of more than GBP160 million when it failed.

The Telegraph relates that documents filed by administrators PwCshowed that the business, in which Labour-supporting peer LordPaul held a major stake, had a black hole in its pension fund.

A "statement of affairs" document listing Caparo's assets anddebts filed by PwC just days after Caparo imploded revealed thescale of the troubles at the company, The Telegraph says.

According to The Telegraph, the document stated that onOctober 19 last year Caparo faced claims against it of GBP163.7million when it failed, putting more than 1,800 jobs under threat.

One of the largest liabilities was a GBP45.6 million "pensionscheme deficit excess", only exceeded by the GBP60 million owed toother companies within the group as part of complex internalfinancing arrangements, The Telegraph discloses.

The Telegraph notes that a summary of Caparo's assets reveals thatit had assets with a book value of GBP50 million available topreferential creditors but these were expected by administratorsto realise just GBP73,000.

The Telegraph says Caparo, which was involved in the steelindustry, was thought to have been the latest victim of the crisishitting the sector when the business collapsed in October.

However, the company -- started by billionaire Lord Paul more than50 years ago -- was later revealed to have already beenstruggling, and its troubles were exacerbated by its use of asset-based financing, which involves securing loans against salesinvoices, The Telegraph relates. The already difficult tradingenvironment Caparo faced meant the loans the business could raisedeclined as its sales slipped.

According to its 2014 accounts, Caparo Industries' turnoverslipped 1.3% to GBP368.1 million, and the business fell into thered with a GBP700,000 operating loss, down from a GBP3.1 millionprofit last time around, The Telegraph discloses.

Lord Paul's family was hit by tragedy a fortnight after thecompany failed, when his youngest son Angad Paul, the chiefexecutive of Caparo Group and who took over the business from hisfather in 1996, fell to his death from the roof of a Londonpenthouse, The Telegraph recalls.

The Telegraph says administrators managed to save the bulk of thejobs within the Caparo companies after selling them off piecemeal,but some of the businesses were unsustainable and about 500redundancies were made.

The Pension Protection Fund (PPF), the Government-run lifeboatthat protects retirement schemes of companies which have collapsedwith insufficient funds to cover payouts, could have to bail outCaparo pension funds, The Telegraph states.

The organisation confirmed that four of the five companies in the1988 Caparo Pension Scheme are currently in assessment with thePPF, adds The Telegraph.

Caparo plc is a British company involved mainly in the steelindustry, primarily in the design, manufacturing and marketing ofsteel and niche engineering products. House of Lords peer SwrajPaul founded Caparo Industries in 1968 with a GBP5,000 loan. Hisson Angad Paul took over as chief executive until he fell to hisdeath on November 6, 2015, two weeks after the company went intoadministration.

The change of outlook reflects the gradual improvement in therating positioning driven by the recently improved performance ofthe company since the fourth quarter of 2014, with EBITDA growthdriven by organic revenue growth and significant cost andefficiency savings. This has led to a reduction in leverage from8.8x at Dec. 31, 2014, to 7.4x at Sept. 30, 2015, on a Moody's-adjusted basis. Moody's expect further efficiency improvements toenable the company to sustain stable performance despite economicheadwinds increasing in 2016.

However the rating also reflects: (1) the scale, global reach andbreadth of the company's service offering; (2) the large anddiverse blue-chip customer base with high retention rates incontract logistics (CL); (3) the turnaround actions implemented bythe new management team since 2014; and (4) the improved tradingperformance since the fourth quarter of 2014.

CEVA's liquidity is sufficient to address operating requirementsover the next 12-18 months. As at Sept. 30, 2015, the company hadUSD249 million cash balances and a further USD268 million ofcommitted undrawn facilities. Its first significant debt maturityis in 2018. Moody's expects cash outflows to reduce from 2015onwards which should enable sufficient liquidity headroom to bemaintained.

RATING OUTLOOK

The stable outlook reflects Moody's expectations for stable or lowgrowth in EBITDA over the next 12 to 18 months, with marketheadwinds being offset by modest revenue gains and continued costsand productivity savings. It also assumes no material change inthe company's capital structure.

WHAT COULD CHANGE THE RATING - UP

There remains limited near term potential for an upgrade in viewof the continued high leverage. However an upgrade could occur ifMoody's-adjusted leverage reduces sustainably below 6x, (andproviding such deleveraging is not driven solely by increases inback-to-back operating leases) and Moody's-adjusted EBIT /interest increases sustainably above 1x, with free cash flowsturning positive, and provided the company's liquidity positionremains adequate.

WHAT COULD CHANGE THE RATING - DOWN

A rating downgrade could occur as a result of a deterioration inone, or a combination of the following: (i) market conditions;(ii) CEVA's liquidity position; (iii) the group's operatingmargins; and (iv) its cash flow generation.

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was the GlobalSurface Transportation and Logistics Companies published in April2013.

The transaction is a securitisation of 13 UK commercial mortgage-backed loans, comprising 12 originations by Barclays Bank PLC, andone acquired from Royal Bank of Scotland PLC. After repayment ofthe GBP1.1m Ocean Park loan, there are currently two loansremaining in the portfolio: the performing GBP18.9 million HollandPark Towers loan and the GBP71.6 million Ashbourne PortfolioPriority A (APPA) loan, which is in special servicing. The HollandPark loan matures on 15 January.

KEY RATING DRIVERS

The issuer incurred an increase in servicing fees at the October2015 interest payment date. This meant that available income wasinsufficient to meet mandatory expenses (namely class A interest),causing an event of default.

This increase was caused by periodic servicing fees being deferredover several quarters, leading to a one-off charge of someGBP120,000. Meanwhile, the accrual of such fees meant that theclass B notes continued to receive periodic interest payments,effectively at the expense of class A noteholders. Had these feesbeen paid on a quarterly basis, a shortfall on class A interestmay have been avoided.

RATING SENSITIVITIES

The recovery estimate for the class A notes could decrease in theabsence of tangible progress in resolving the defaulted APPA loan.

DUE DILIGENCE USAGE

No third party due diligence was provided or reviewed in relationto this rating action.

DATA ADEQUACY

Fitch has checked the consistency and plausibility of theinformation it has received about the performance of the assetpool and the transaction. There were no findings that werematerial to this analysis. Fitch has not reviewed the results ofany third party assessment of the asset portfolio information orconducted a review of origination files as part of its ongoingmonitoring.

Fitch did not undertake a review of the information provided aboutthe underlying asset pool ahead of the transaction's initialclosing. The subsequent performance of the transaction over theyears is consistent with the agency's expectations given theoperating environment and Fitch is therefore satisfied that theasset pool information relied upon for its initial rating analysiswas adequately reliable.

Overall, Fitch's assessment of the information relied upon for theagency's rating analysis according to its applicable ratingmethodologies indicates that it is adequately reliable.

MAMAS & PAPAS: Returns to Profit; Emerges From Reconstruction-------------------------------------------------------------Laurence Kilgannon at Insider Media Limited reports that one-offcosts totaling almost GBP5 million have led to widened losses atMamas & Papas, but the nursery brand returned to profit in thesecond half of the 2014/15 financial year and enjoyed recordtrading over the recent Christmas period.

The report relays that in the 12 months to 29 March 2015, Mamas &Papas (Holdings) reported an operating profit of GBP91,000 beforeone-off costs, compared to a GBP5.7 million loss in 2014, whilemaintaining sales at GBP137.6 million, according to Insider MediaLimited. Turnover in the UK increased to GBP107.8 million fromGBP104.5 million, of which GBP88.6 million related to retailsales, the report relays.

The report notes exceptional items of GBP4.6 million, largelyincurred as a result of the closure of loss-making stores and acomprehensive restructure of the group's head office inHuddersfield, contributed to widened pre-tax losses of GBP12.3million, however.

After returning to profit in the second half of that financialyear, the business said its turnaround in its UK retail operationhad accelerated, with like-for-like sales in the six weeks toJanuary 3, 2016, about 18 per cent higher at GBP12 million,according to Insider Media Limited.

The report says December 27 was the best trading day yet in itsongoing stores. More car seats were sold in a week than everbefore and 2,000 pushchairs were bought -- equivalent to one everyten minutes a store was open, the report discloses.

The report notes that Executive Chairman Derek Lovelock said: "Ourstrong performance this Christmas underlines the strength of theturnaround at Mamas & Papas. The first phase of the strategicplan, which included a fundamental restructure of the business,was completed at pace.

"Like the rest of the business, the UK retail estate is nowtrading well, outperforming business plan expectations anddelivering robust like-for-like sales growth. We expect growth inboth revenue and profit to be maintained," the report quoted Mr.Lovelock as saying.

The report notes that business, which was acquired by BlueGemCapital Partners in July 2014, operates in 59 countries, has 34stores in the UK and employs 1,245 people.

The report discloses that in September 2014, landlords votedoverwhelmingly to approve a Company Voluntary Arrangement withMamas & Papas' UK retail subsidiary.

As part of the restructure, a new four-year loan facility was alsosecured with HSBC to support ambitious investment plans, thereport says. These include the opening of a flagship store inLondon's Westfield shopping centre and the launch of a new e-commerce platform in 2016.

Mr. Lovelock added: "Investment in global product launchescontinue to drive double-digit growth in our key categories oftravel, home and clothing. The new sourcing strategy for clothinghas enabled us to maintain our premium quality position whilepassing on lower prices to our customers," the report adds.

SCOOT FERRIES: Gone Bust; Cancels All Sailings----------------------------------------------BBC News reports that a new Isle of Wight ferry company hasannounced it has gone bust after suddenly cancelling all itssailings.

Scoot Ferries earlier posted a message on its website saying ithad received "some very unfestive news" and all services had beencancelled, according to BBC News.

The report notes that it has issued a statement saying it had to"suspend operations with immediate effect" after buyout talksfailed.

Chief executive Zoe Ombler said she was "devastated" by the newsbut was still hopeful the company could recover, the reportrelays.

The statement said that David Meany of Ashtons Recovery LLP hasbeen appointed as official receiver and will be applying for aCompany Voluntary Arrangement with immediate effect, the reportdiscloses.

The report notes that Ms. Ombler added: "I very much hope thatthis is not the end for Scoot and believe there is an immediateopportunity to find the necessary investment to allow us tocontinue to operate."

Earlier in the day, customers posting on social media asked thecompany for more information and complained they had bookedjourneys and were left waiting, the report notes.

The firm started running services between Yarmouth and Lymington,as well as Portsmouth and Cowes, earlier this year, the reportrelays.

A fire at the firm's Swansea plant in December 2014 forced thecompany to shift production to its US plant in Arizona, accordingto Insider Media Limited.

Plans to reopen the Swansea factory were abandoned, and thecompany entered into consultation with the 115 staff employed atthe plant over redundancy, the report relays.

Now the business has confirmed joint liquidators have beenappointed. Its board expects the liquidators will make a totaldistribution of up to 188p per share to investors, the reportnotes.

ROUNDABOUT: Lost Business Due to Roadworks------------------------------------------Amanda Cameron at the Bath Chronicle reports that a second-handclothing shop in Bath is set to close its doors after nearly threedecades.

Roundabout on Prior Park Road is moving to Bradford on Avon laterthis month after business dropped off as a result of roadworks inWidcombe, according to Bath Chronicle.

The report notes owner Fiona Leach said her shop, which wasattacked by vandals on New Year's Eve, lost 70 per cent of itsbusiness as a result of the year-long roadworks and the new roadlayout.

"The first big problem was the roadworks," the report quoted Ms.Leach as saying. "And now people are actually bypassing Widcombebecause it's a nightmare to find a park and get through theroundabouts," Ms. Leach added.

"There's very, very little parking and because of the widepavements you can't turn into some of the spaces. And you can'tstop because of the bollards. It's got impossible with theparking situation. We're just losing too much money," Ms. Leachsaid, the report relays.

The report notes Ms. Leach said Roundabout relied on people beingable to drop off clothes that they wanted the shop to sell ontheir behalf.

Ms. Leach said she'd been getting up to ten phone calls a day frompeople having problems delivering clothes to the Bath store, thereport notes.

So she reluctantly decided it was time to close the Bath branch ofRoundabout in favour of the sister shop in Bradford on Avon, thereport discloses.

The Bradford on Avon store, which opened in 2014, will offer acollection service for Bath customers.

* Paul Fleming Joins Dechert's Restructuring Group in London------------------------------------------------------------Paul Fleming has joined Dechert LLP as a partner in London. Mr.Fleming, who focuses his practice on restructuring matters,advises institutional lenders, insolvency practitioners, equityinvestors and management. A significant portion of his workinvolves cross-border restructuring matters.

"We are so pleased to have Paul join our team," said Michael Sageand Allan Brilliant, co-chairs of Dechert's businessreorganization and restructuring group. "His extensive experienceexpands our global capabilities and will be of significant benefitto the firm's clients."

Mr. Fleming, who is a Solicitor of the Senior Courts of Englandand Wales, is ranked in Chambers UK 2016 for London (Firms):Restructuring/Insolvency and is also recommended by The Legal 500UK 2015 in London: Finance: Corporate Restructuring andInsolvency.

"Dechert offers a dynamic global platform for my practice," Mr.Fleming said. "I've been so impressed with the team'sorganization, dedication and collegiality. I'm pleased to joinsuch a well-respected team."

Monday's edition of the TCR delivers a list of indicative pricesfor bond issues that reportedly trade well below par. Prices areobtained by TCR editors from a variety of outside sources duringthe prior week we think are reliable. Those sources may not,however, be complete or accurate. The Monday Bond Pricing tableis compiled on the Friday prior to publication. Prices reportedare not intended to reflect actual trades. Prices for actualtrades are probably different. Our objective is to shareinformation, not make markets in publicly traded securities.Nothing in the TCR constitutes an offer or solicitation to buy orsell any security of any kind. It is likely that some entityaffiliated with a TCR editor holds some position in the issuers'public debt and equity securities about which we report.

Each Tuesday edition of the TCR contains a list of companies withinsolvent balance sheets whose shares trade higher than US$3 pershare in public markets. At first glance, this list may look likethe definitive compilation of stocks that are ideal to sell short.Don't be fooled. Assets, for example, reported at historical costnet of depreciation may understate the true value of a firm'sassets. A company may establish reserves on its balance sheet forliabilities that may never materialize. The prices at whichequity securities trade in public market are determined by morethan a balance sheet solvency test.

Each Friday's edition of the TCR includes a review about a book ofinterest to troubled company professionals. All titles areavailable at your local bookstore or through Amazon.com. Go tohttp://www.bankrupt.com/booksto order any title today.

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